HomeMy WebLinkAbout301695 08/08/16 (9,
CITY OF CARMEL, INDIANA VENDOR: 358710
ONE CIVIC SQUARE H DISUPPLY WATERWORKS LTD CHECK AMOUNT: S'""'2,640.19'
CARMEL, INDIANA 46032 P 0 BOX 28330 CHECK NUMBER: 301695
ST LOUIS MO 63146 CHECK DATE: 08/08/16
DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION
601 5023990 F583434 299.52 OTHER EXPENSES
651 5023990 F590656 299.52 OTHER EXPENSES
601. 5023990 F808514 I 168.00 OTHER EXPENSES
651 5023990 F854532 1,826.05 OTHER EXPENSES
651 5023990 F869858 I 47.10 OTHER EXPENSES
i
VOUCHER # 165835 WARRANT # ALLOWED
86201 IN SUM OF $
HD SUPPLY WATERWORKS LTD (NAT
PO BOX 28330
ST. LOUIS, MO 63146
Carmel Wastewater Utility
ON ACCOUNT OF APPROPRIATION FOR
Board members
PO# INV# ACCT# AMOUNT Audit Trail Code
F854532 01-7200-02 1,826.05
F59®�5 ,
0)--7900.01 9f<5a
F86`t$S� 0I --)900.®9 y-7.;0
Voucher Total
Cost distribution ledger classification if
claim paid under vehicle highway fund
Prescribed by State Board of Accounts City Form No.201 (Rev 1995)
ACCOUNTS PAYABLE VOUCHER
CITY OF CARMEL
An invoice or bill to be properly itemized must show, kind of service, where
performed, dates of service rendered, by whom, rates per day, number of units,
price per unit, etc.
Payee
86201
HD SUPPLY WATERWORKS LTD (NATIONAL% Purchase Order No.
PO BOX 28330 Terms
ST. LOUIS, MO 63146 Due Date 8/1/2016
Invoice Invoice Description
Date Number (or note attached invoice(s) or bill(s)) Amount
8/1/2016 F854532 1,826.05
hereby certify that the attached invoice(s), or bill(s) is (are)true and
;orrect and I have audited same in accordance with IC 5-11-10-1.6
Date Officer
i nanK you Tor the opportunity to serve your vve appreciate your prompt payrnent.
"Date Ordered Date Shipped Customer PO# Job Name Job# Bill of Lading Shipped Via Invoice#
5/26/16 6/29/16 S16116 S16116 OUR TRUCK F590656
j Quantity
Product Code Description Ordered Shipped B/O Price UM Extended Price
96KRYGREENW17 S03630 GREEN 170Z WATER BASE 96 96 3.12000 EA 299.52
FLUORESCENT UPSIDEDOWN PAINT
DRIVER NOTE: PLEASE PICK UP
INCORRECT MARKING PAINT AND ^ I I OaD
BRING BACK WITH YOU. (�
i
I
Paperless Billing • e Portal, KODSUPPLY.
-Expedites delivery. jI WATERWORKS
-Save trees.
/dpth s Local Knowledge
-Go GREEN. Local Experience
www.hds.'waterworks.comLocal Service,Nationwide•
Subtotal 299.52
Freight Delivery Handling Restock Misc.
� Other: 0.00
Tax: 0.00
Terms: NET 30 Ordered By:
Invoice Total: $299.52
This transaction is governed by and subject to HD Supply Waterworks'standard terms and conditions,which are incorporated by reference and
accepted. To review these terms and conditions,please visit:www.waterworks.hdsupply.com/TandC. -
Page 1 of 1
0001:0001
-
Date Ordered Date Shipped Customer PO# Job Name Job# Bill of Lading Shipped Via Invoice#
7/21/16 7/26/16 S16315 S16315 OUR TRUCK F869858
Quantity
Product Code — -- Description Ordered Shipped 13/0 Price UM Extended Price
281OCCLCISR 1002-1010SR 10X10 SHEAR RING _ 1 _ 1 47.10000 EA _ 47.10
CPLG CLXCI/PVC W/BAND
DI �aC) 0 2
Paperless Billing RegisterNow for Our 'mer Portal, K•DSUPPLY
-Expedites delivery. { WATERWORKS
Onlin6
-Save trees. Local Knowledge
-Go GREEN. Local Experience
m-
www.hdswaterworks.comLocal Service,Nationwidet,
Freight Delivery Handling Restock Misc.
Subtotal: 47.10`
Other: 0.00
Terms: NET 30 Ordered By:DUANE Tax: 0.00
Inv_oice_Total: _ _$47.10_
This transaction is governed by and subject to HD Supply Waterworks,standard terms and conditions,which are incorporated by reference and
accepted. To review these terms and conditions,please visit:www.waterworks.hdsupply.comrrandC.
1001:0001 Page 1 of 1
_=-- -=--=----------- - - - - -
Thank you for the opportunity to serve youl We appreciate your prompt payment.
mice#
' Job# Bill of Lading` 'shipped Via
Date Ordered Date Shipped CustomerPO# Job Name OUR TRUCK F854532
,7/21/16 7/22/16 S16315 S16315
�.
Quantity` "
Product Code Description Ordered Shipped a B/O Price UM Extended Price t
75FEJ1022Z EJ 10222 FRAME 6 6 142.00000 EA 852.00
75FEJ1037Z EJ 1037Z FRAME 6 6 142.00000 EA 852.00
2806CCIR 1056-66SR SHEAR CI/PVCXCI/PVC 1 1 25.80000 EA 25.80
FLEX SEWER CPLG SR-25
2806CCLCIR 1002-66SR SHEAR CPLG CLXCI/PVC 1 1 26.35000 EA 26.35
FLEX SEWER CPLG SR-27
2808CCLCIR 1002-88SR SHEAR CPLG CLXCI/PVC 2 2 34.95000 EA 69.90
FLEX SEWER CPLG SR-35
2810CCLCISR 1002-1010SR 10X10 SHEAR RING 1 1 47.10000 EA .0C
CPLG CLXCI/PVC W/BAND
i
Register Now or Our New • - Portal, K•DSUPPLY.
Paperless Billing WATERWORKS
Expedites delivery.
TAGE Local Knowledge
�- -Save trees. 0V&YXe/ADVAN
Local Experience
-Go GREEN. . • • Local Service,Nationwide$
- �
Subtotal: 1,826.05
Freight Delivery- Handling Restock ( Misc. Other: 0.00
Tax: 0.00
Terms: NET 30 ordered By:DUANE It7VO1CeTOtal:` $1e826.05
This transaction is governed by and subject to HD Supply Waterworks'standard terms and conditions,which y are incorporated by reference and
p
accepted. To review these terms and conditions,please visit:www.waterworks.hdsu I com/TandC.
Page 1 of 1
VOUCHER # 162203 WARRANT# ALLOWED
350591 IN SUM OF $
HD SUPPLY WATERWORKS
PO BOX 28330
St LOUIS, MO 63146
Carmel Water Utility
ON ACCOUNT OF APPROPRIATION FOR
Board members
PO# INV# ACCT# AMOUNT Audit Trail Code
- --- - -- - -- ---
F808514 01-6-200-0- 6- ---168:00 - - - - - - - -- - --- -
Voucher Total (1 71,5
Cost distribution ledger classification if
claim paid under vehicle highway fund
Prescribed by-State Board of Accounts City Form No.201 (Rev 1995)
ACCOUNTS PAYABLE VOUCHER
CITY OF CARMEL
An invoice or bill to be properly itemized must show, kind of service, where
performed, dates of service rendered, by whom, rates per day, number of units,
price per unit, etc.
Payee
350591
HD SUPPLY WATERWORKS Purchase Order No.
PO BOX 28330 Terms
St LOUIS, MO 63146 Due Date 7/30/2016
Invoice Invoice Description
Date Number (or note attached invoice(s) or bill(s)) Amount
7/30/2016 F808514 168.00
I hereby certify that the attached invoice(s), or bill(s) is (are)true and
correct and I have audited same in accordance with IC 5-11-10-1.6
Date Officer
----------------= -- - - I
Thank you for the opportunityito serve you3 We appreciate your prompt paymea .
�r. Yz
Date `Ordered Date. SHipped'xCustomer P.O"#" Joli'Name. :Job # %' Bill of`Lad1fi4—Uppe-d Vi Ti voice#
7/12/16, 7/22/16 ,SMITTY STOCK OUR TRUCK F808514
Quantity
Product Code Description Ordered Shipped B/O Price UM Extended Price
61MU184048 184048 A-51 GALLON HYDRANT OIL 4 4 42.00000 EA 168.00
tar`
� � Frei h�, Deliveay � _Handl�.ng Restock Misc t,�, � Subtotal � � � '168 0.0�`�
the,: ::00
Tax. 00
Terms NET-'3-0-
This
30This transaction is governed by and subject to HD Supply Waterworks- standard terms and conditions, which are incorporated by reference and accepted.
To review these terms and conditions, please visit: www.waterworks.hdsupply.com/TandC.
00000 Page: 1
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Date"'Ordered'""Dat'e'"Shipped,'Customer` PO #"'fJob"Name f Job'#'" ":Bi"11"°"of' Lading Sh' pped`'Va : Invoice#
5/25/16 5/26/16 JACK MARKING PAINT OUR TRUCK F583434
�^"w.'§".�.. ......�� i�" ... .;ick,-.: w...:.:�.�.Y./v.�.w„�.w �:.wumu&x°."�.n.L...%......•�.�y��sy„�yy`�"y .... � �er8 ..c ..., 'x�, 9._ .�'"��'4.`..,..._«,.. ....��,�_-_...�.ks,-ns CK�,.:.,,{fl
tb' � p ^'91° "tea "m1m.� S „''s.'a, :�-a�:z') R.3 { � a� si�}� `k`^.1�.f��`� '"""" *"a •,�^>•", � �` a-`--
�".., -R��,r",. a a ,.0 a«" _=� � ..v,�.: ..Q11aI� lty, �,� :>{i �� �.��'"�•;.
Product Code Description Ordered Shipped B/0 Price UM Extended Prsae
:i%.�..u�,..�,..:�:�u.�3..��..nT•z,.�. �Gr.�.c ..�„k.3%µ.xc..a�.s: sa,.-��.� .._... ......_...-. :.."� .,.w«.�.V;� .._�.......�;.�_� .•.�rw � ..,ea..«.�k�
96PAINT17B 17 OZ BLUE MARKING PAINT 96 96 3.12000 EA 299.52
1241
�q %
04
Freight e Delivery ` .Tandling Restock Misc Subtotals 299:`"52:'
Other 00
Tax 00
�,
" QIL,$X;9G� t}'ACIC 4
" �ss�:�x.�.�r.,.. - _= r,.. —��.�:G.�,..w5w��.c•:���.�. `"..�.vr..�Taa'.•�. ,.,.,� �.,..,A,.,'a.,_ � ,.,a��',.a".�"aa r'�,�::;E<,&t,' C.�.a�.,a�s.;.m„�`„ .�a� ....,: -.. _
This transaction is governed by and subject to HD Supply Waterworks! standard terms and conditions, which are incorporated by reference and acceptec
To review these terms and conditions, please visit: www.waterworks.hdsupply.com/TandC.
nnnnn Dnrro• 7
INDIANAPOLIS W I N FILLED BY:
branCh - 430 HODSUPPLY
1680 Expo Lane WATERWORKS CHECKED BY:
Indianapo I is IN 46214
Local Service, Natlonwides" REVIEWED BY:
PHONE. it 317 2?1 1 If 63 RECEIVED BY:
SIGNATURE
PRINT NAME
HERE:
.),Z/25/2016 03:33 PM P(-)(;E 1 PT"n: TIII:FT F5R3434 LARRY SHIREMAN - 430
+Q.l2 :1 ENTERED BY:
S SPECIAL INSTRUCTIONS/COMMENTS
CARMEL UT ILI7;Fc: H CARMFI. UTILITIES
34::.! W 131 S1 F3 t 34`:() .J 131ST S1•REE-T
CARMEL IN F A.TT: Jo" .K SPEARS
460'%4 ({iRt"} 1 IN
T
Cl; Ph# 317 7?3 F855 O
NICH DATE ORDERED DATE SHIPPED PURCHASE ORDER NO. JOB NAME JOB NUMBER DELIVERY
p BILL OF LADING NO. SHIPPED VIA SALESN
TRUCK PICK OF DIRECT SHIPPED
i 5125/16 JACK ARKING PAINT X
.4N LOCATION A!j PRODUCT CODE DESCRIPTION 10TY.ORDEREDIQTY.SH-IppFn IBACK ORDEREDI UNIT PRICE ER AMOUNT
0.0.3--0101 ! i 1LIZ 96 EAR6
- ----_.____...96P...._.._._-_..NT_.___.7E__._-___._..___.. _.� .17I BLUE MARKING Po I
._-. --..---...............
WEIGHT: 1 .0625 lb
- at: 'ta> I GH r; - --- 102-01or------------------- ---------- - - - ---- ---..__v..
__-...___
END OF ORDER
TAX TAX AMOUNT FREIGHT DELIVERY HANDLING RESTOCKING MISCELLANEOUS TOTAL SALE
OTICE: THE TERMS AND CONDITIONS ON THE j i !!(+ !!'' I TU
' 1; ( 111 I I}++II I COPYI
EVERSE SIDE OF THIS FORM ARE AGREED TO: I��ji�� II1I 1111! TH ILII! 1; 11 ILII! ����� �'I�I lil!' !1'f' il��l 'll�l i�11 f��f
S HODSUPPLY
0 a T�JD""NAPOL I S W IN iS WATERWORKS FILLED BY:
L _ °anch - 430
D 1680 Expo Lane . Local Knowledge CHECKED BY:
.Ind i an apo l is IN 46214 Local Experience
Local Service,Nationwide REVIEWED BY:
B PHONE :k 317 271 1463
RECEIVED BY:
Y
SIGNATURE
PRINT NAME
HERE:
REPRINT 07/21/2016 11e55..AM PAGE 1 PICK TICKET F808514 LARRY SHIREMAN —. 430
081251 ENTERED BY:
S S SPECIAL INSTRUCTIONS/COMMENTS
O CARMEL UTILITIES H CARMEL UTILITIES
L 3450 W 131ST ST I 3450 W 131ST STREET
D CARMEL IN P CARMEL IN
46074 46074
T T
0 Cus Ph# 317 733 2555 O
RANCH DATE ORDERED DATE SHIPPED PURCHASE ORDER NO. JOB NAME JOB'NUMBER BILL OF LADING NO. SHIPPED VIA SALESM
NO. OUR CUSTOMER
TRUCK PICK UP DIRECT HIPPED
430 7/12/16 SMITTY STOCK X /� �� 152
BIN LOCATION PRODUCT CODE DESCRIPTION g1jaggW&MBACK ORDERED1 UNIT PRICE' PER AMOUNT
61MU184048 184048: A-51 GALLON HYDRANTOIL 4 4 -_ FA
-WE-I-GHT: -9:0000-1 --
"OTAL,WEIGHT- 36 .00
- -
1
---------- __ -- -- - -- ---- - -- - - ----- - -- -�___------- - --_
E�ID OF ORDER
L MISCELLANEOUS n,Mg M�,
MERCHANDISE SUBTOTAL TAX TAX AMOUNT FREIGHT DELIVERY HANDLING RESTOCKING
NOTICE: THE
SIDE O T AND CONDITIONS ON THE , 9 1� +� ! =I� �I I I I�I �lII �f�l 4 �{�I Ilei I� � COPYB
REVERSE SIDE OF THIS FORM ARE AGREED TO: .
TERMS AND CONDITIONS OF SALE("Terms")
1.All references in this document to"Seller"shall include HD Supply, Inc. and/or any parent,subsidiary or affiliate of HD Supply,lnc. (including any,division of the foregoing)whether or not performing any or all of the,scope
hereunder or specifically identified herein.All references to"Buyer"shall include all parent(s),subsidiaries and affiliates of the entity placing the order.Buyer and Seller may-be referred to individually as a"Party"and collectively as
"Parties".
2.All sales to Buyer are subject to these Terms,which shall prevail over any inconsistent terms of Buyers purchase order or other documents.Additional or different terms and conditions in anyway altering or modifying these Terms
are expressly objected to and shall not be binding upon Seller unless specifically accepted in writing by Seller's authorized representative. No modification or alteration of these Terms shall result by Seller's shipment of goods or
provision of services(such goods and services hereinafter collectively"Goods")following receipt of Buyer's purchase order,or other documents containing additional,conflicting or inconsistent terms.There are no terms,conditions, -,
understandings,or agreements other than those stated herein,and all prior proposals and negotiations are merged herein:These Terms are binding on the'Parties,their successors,and permitted assigns.
3.Prices on Seller website,catalogs or in Seller quotes are subject to change without notice,and all such prices expire and become invalid if not accepted within 10 calendar days from the date of issue,unless otherwise noted by
Seller in writing.Price extensions if made are for Buyer's convenience only,and they,as well as any mathematical,stenographic or clerical errors,are npt binding on Seiler.Prices shown do not include any sales,excise,or other
governmental tax or charge payable by Seller to any federal,state or local authority.Any taxes now or hereafter imposed upon sales or shipments-will be added to the purchase price,and Buyer shall reimburse Seller for any such tax
or provide Seller with an acceptable tax exemption certificate:All prices and other terms provided to Buyer shall be kept confidential except to the extent a Party is required by law to disclose the same.
4.Seller shall not be liable for delay or default in delivery resulting from any cause beyond Seller's reasonable control,including,but not limited to,governmental action,strikes or other labor troubles;fire,damage'or destruction of
Goods,wars(declared or undeclared),acts of terrorism,manufacturers'shortages,availability or timeliness of transportation',materials,fuels,or supplies,and acts of God(each a"Force Majeure Event"). Uponjhe occurrence of a ,
Force Majeure Event:(a)the time for Sellers performance shall be extended reasonably and the Parties shall adjust all affected dates accordingly;(b)the purchase price shall be adjusted for any increased costs to Seller resulting
from such Force Majeure Event;and.(c)Buyenshall,not be entitled to any other remedy.
5.Seller is a reseller of Goods only,and as such'does not provide any warranty for the Goods it supplies'hereunder.Notwithstanding this As-Is limitation,Seller shall pass through to Buyer any transferable manufacturer's standard
warranties with respect to Goods purchased hereunder.BUYER AND PERSONS CLAIMING THROUGH BUYER SHALL SEEK RECOURSE EXCLUSIVELY FROM MANUFACTURERS IN CONNECTION WITH ANY DEFECTS IN
OR FAILURES OF GOODS,AND THIS SHALL BE THE EXCLUSIVE RECOURSE-OF BUYER AND PERSONS CLAIMING THROUGH BUYER FOR DEFECTIVE GOODS WHETHER THE CLAIM OF BUYER OR THE PERSON
CLAIMING THROUGH BUYER SHALL SOUND.IN CONTRACT,TORT,STRICT LIABILITY,PURSUANT TO STATUTE,OR FOR NEGLIGENCE.BUYER SHALL PASS THESE TERMS TO SUBSEQUENT BUYERS AND USERS
OF GOODS.SELLER EXCLUDES AND DISCLAIMS ALL OTHER EXPRESS AND IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO,ALL IMPLIED WARRANTIES OF MERCHANTABILITY-AND'FITNESS FOR A
PARTICULAR'PURPOSE.SELLER ASSUMES NO RESPONSIBILITY WHATSOEVER FOR SELLER'S INTERPRETATION OF PLANS OR SPECIFICATIONS PROVIDED BY BUYER,AND BUYER'S ACCEPTANCE AND USE OF ;
GOODS.SUPPLIED HEREUNDER SHALL BE PREMISED ON FINAL APPROVAL BY BUYER OR BY BUYER'S RELIANCE ON ARCHITECTS, ENGINEERS, OR OTHER THIRD PARTIES RATHER THAN ON SELLER'S
INTERPRETATION.TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT,WHETHER IN CONTRACT,WARRANTY, INDEMNITY,TORT(INCLUDING,-BUT NOT'NOT TO, NEGLIGENCE),_STRICT
LIABILITY OR OTHERWISE,ARISING DIRECTLY OR INDIRECTLY OUT OF THE PERFORMANCE OR BREACH OF THESE TERMS,SHALL SELLER BE LIABLE FOR(a)ANY INCIDENTAL,INDIRECT, PUNITIVE,SPECIAL;
CONSEQUENTIAL OR SIMILAR DAMAGES SUCH AS LOSS OF USE,LOST PROFITS,ATTORNEYS'FEES OR BELAY DAMAGES,EVEN IF*SUCH DAMAGES WERE FORESEEABLE OR CAUSED BY SELLER'S BREACH OF
THIS AGREEMENT,(b)ANY CLAIM THAT PROPERLY IS A CLAIM AGAINST THE MANUFACTURER,OR(c)ANY AMOUNT EXCEEDING THE AMOUNT PAID TO SELLER FOR GOODS FURNISHED TO BUYER WHICH ARE
THE SUBJECT OF SUCH CLAIM(S).ALL CLAIMS MUST BE BROUGHT WITHIN ONE YEAR OF ACCRUAL OF A CAUSE OF ACTION:
6. Buyer shall indemnify,defend,and hold Seller its officers,directors,employees and agents harmless from any and all costs(including attorneys',and accountants'fees and expenses), liabilities and damages resulting from or
related to any third party(including Buyer's employees)claim,complaint and/or judgment arising from Buyer's use of any Goods furnished hereunder,as well as any negligent,intentional,or tortious act or omission of Buyer or any
material breach by Buyer of these Terms.
7.When Goods are delivered to Buyer in Seller's own vehicles,the F.O.B.point shall be Buyer's designated delivery site. In all other cases the F.O.B.point shall be Seller's store or warehouse and all responsibility and costs of
shipping and delivery beyond the applicable F.O.B.point shall be borne by Buyer.Title and risk of loss shall pass to Buyer at the applicable F.O.B.point,which for Goods not delivered in Seller's own vehicles shall be when Seller
delivers the Goods to the common carrier.All claims for shortage of Goods or for loss or damage to Goods as to which Seller has the risk of loss shall be waived unless Buyer,within 10 calendar days after receipt of the short or
damaged shipment,gives Seller written notice fully describing the alleged shortage or damage.Partial shipments are permitted at Seller's discretion.
8.Any change in product specifications,quantities,destinations,shipping schedules,or any other aspect of the scope of Goods must be agreed to in writing by Seller,and may result in a price and delivery adjustment,by Seller.No
credit for Goods returned by Buyer shall be given without Sellers written authorization.All returns are subject to a restocking charge.
9.Unless otherwise agreed in writing,payment terms are net 30 days from delivery,payable in United States of America("U.S.")dollars.Notwithstanding the foregoing,all orders are subject to Seller's continuing approval of Buyer's .
credit. If Buyers credit is not approved or becomes unsatisfactory to Seller then Seiler,in its sole discretion,may suspend or cancel performance,or require different payment terms,including but not limited to cash on'delivery or in
advance of shipment. In addition,Seller may in its discretion require an advance deposit of up to 100%of Seller's selling price for any specialty manufactured Goods ordered by Buyer hereunder.Payments due hereunder shall be
made in the form of.cash,check,or money order,or other tender approved in writing by Seiler.Seller may,in its sole discretion,apply Buyer's payment against any open charges.Past due accounts bear interest at the lesser of 1.5%
per month or the maximum rate permitted by applicable law,continuing after Seller obtains judgment against Buyer.Seller may exercise setoff,,or recoupment to apply to or satisfy Buyer's outstanding debt.Buyer shall have no right of
setoff hereunder,the same being expressly waived hereby. Seller expressly reserves its right to file liens if payment is not received,for its materials and expressly disclaims any waiver of lien rights language which may be contained
in any future agreements between the Parties hereto. Seller reserves all rights to invoice and be paid for materials provided to Buyer and any terms contained in any of Buyers purchase orders or other documents that purportto limit
in anyway the time or manner within which Seller may invoice are hereby waived by Buyer.
10. Buyer'shall not export or re-export,directly or indirectly,all or any part of the'Goods or related technology obtained from Seller under these Terms except in accordance with applicable export laws and regulations of the U.S.
Further,a Buyer that is a non-U.S.company or citizen shall similarly limit any export or re-export activity,to that which would be deemed compliant with U.S,export laws and regulations if performed by a U.S.company or citizen.
11.Buyer shall pay Seller all costs and expenses of collection,suit,or other legal action brought as a result of the commercial relationship between them,including,but not limited to,all actual attorneys'and paralegals'fees,and
collection cysts,incurred pre-suit•through trial,on appeal,and in any administrative or bankruptcy proceedings. Any cause of action that Seller has against Buyer may be assigned without Buyer's consent to HD Supply,Inc.or to any
affiliate,parent or subsidiary of HD Supply,Inc.
12.This Agreement, Buyer's account,and the business relationship between Buyer and Seller shall be governed by and construed in accordance with the laws of Georgia without regard to conflicts of laws rules, and specifically
excluding the UN Convention on Contracts for the International Sale of Goods.The Parties agree that any legal action arising under or related'to this Agreement shall be brought in Cobb County,Georgia,and any right to object to
such venue or to assert the inconvenience of such forum is hereby waived.
13.If Buyer fails to comply with these Terms,Seller may terminate or restrict any order immediately upon notice to Buyer.Buyer certifies that it is solvent and that it will advise Seller immediately if it becomes insolvent.Buyer agrees.
to send Seller written notice of any changes in the form of ownership of Buyer's business within 5 days of such changes.Buyer and Seller are the only intended beneficiaries of this document,and there are no third party'beneficiaries.
14.,The iriValidity-or unenforceability of all or'part`of these Terms wilfnot affect the validity or enforceability of the other.terms.The parties agree to replace any void or unenforceable term with a-new-term that achieves substantially
the same practical and,economic effect and is valid and enforceable. -
1.5.The following provisions shall survive termination,cancellation and completed.performance of this Agreement as long as necessary to allow the aggrieved party to fully enforce such clauses;5,j5,9,10,11 and 12.._ _
HD Supply Terms and Conditions of Sale-Rev A0115